By using Agroop’s website (www.agroop.net), you can purchase our Products and Services (collectively “Products”), to which are applied the following Terms and Conditions, featuring the use and register conditions, and the contractual conditions related to the purchase of Products.

Considering our Services are very diversified, additional use terms or Product’s requirements (including age requirements) can be applied. Such terms of use will be available together with the associated Services, becoming part of the contract between the User and Agroop, supposing you use the same Services.

1. Initial Contextualization

The Terms and Conditions define the use and functioning norms of the Agroop System. Agroop is a technologic system that keeps track of agricultural crops and supports the agricultural decision. It consists of a Software component, which includes the web platform, known as Agroop Cooperation, available at www.agroop.net and mobile apps for Android and IOS; and an Hardware component, optional, which includes the multi-sensor equipment, known as “Stoock”.

By incorporating both these components, the System gives the User edafoclimatic and meteorological informations or others, with the purpose of of helping you make more enlightened management decisions and decisions that allow you to also ease production risks, such as pests, diseases or unfavorable weather conditions, that may influence the productivity and health of your crops.

2. Basic glossary

To clarify the definition of the terms used, it’s presented below the meaning of them:

- System: Agroop’s Product as a whole. It can include Hardware and Software, regardless the characteristics of each of these components. It doesn’t depend on the number of monitorization points, number of action points, type and number of sensors or available features.

- Software: It consists of the interface that accesses the data and information, known as Agroop Cooperation, which is accessed through unique access credentials, whether using the Web Platform accessible by any browser, the mobile app for IOS, or the Android mobile app.

- Hardware: Physical components of the System, such as (but not exclusively) the multi-sensor equipment, known as Stoock.

- Service(s) – All the collected data and information generated by the System, including hydro and risk indicators, alerts and recommendations.

- Partner(s): Every legal person, singular or collective, with full legal abilities to represent or distribute Agroop’s products on a national and international scale.

- Representative(s): Every legal person, singular or collective, with full legal abilities to represent Agroop’s Products on a national and international scale;

- Distributor(s): Every legal person, singular or collective, with full legal abilities to distribute Agroop’s Products on a national and international scale;

- User: Every legal person, singular or collective, with full legal abilities to sign contracts, according to the Portuguese Law, possessor of Software’s access credentials.

- Client: Every legal person, singular or collective, with full legal abilities to sign contracts, according to the Portuguese Law, who has a commercial connection with Agroop.

3. Agroop’s Responsibility

The Company assures:

(A) it will deal with the data honestly and legally, gathering just the necessary information to the intended purpose;

(B) it will allow the Partners to correct the information about themselves, anytime it’s demanded;

(C) it will provide to the Partners, at no charge, the right to eliminate his personal data;

(D) the correct functioning of the System concerning everything that doesn’t rely on foreign factors to the Company;

(E) an as fast as possible resolution of detected problems. Furthermore, the Company cannot be responsible for any possible technical fault that may keep agroop.net temporarily unavailable;

(F) to provide technical support to the Partners as fast as possible, providing a proper platform for that purpose, as well as videos, training and support material.

(G) to provide commercial support to the Partners, specifically through the Products promotion in the digital channels or even by providing design, communication and marketing materials.

(H) to continue to guarantee maximum effort in the constant improvement of the System.

The Company has the right to discontinue any Software or Hardware feature at any time, adding to the right to discontinue the presentation of any licensed content, preventing the Company of being responsible for eventual inconveniences caused by it.

4. Partner’s Responsibility

The Partner assures:

(A) the veracity, completeness and currentness of the information submitted to the System. If that information proves to be false, incomplete or not updated, Agroop can inhibit the Partner’s access to the System;

(B) that he is responsible for all the activity of his account and accepts to always maintain the safety and confidentiality of his username and password;

(C) that he is responsible for any use of his account, username and password by other person that is not him;

(D) that he is responsible for the safety of his data anytime he allows access to third-parties via invite or any other mean;

(E) he will immediately notify Agroop (support@agroop.net) if he is aware of any unauthorized use or any other safety violation related to his account;

(F) he will not embody any person or entity, use a fictional name, or misrepresent its affiliation with a person or entity;

(G) he will not hack, send spam or perform phishing against Agroop, the Software or other Users;

(I) he will not copy, modify or perform “reverse engineering” concerning Agroop’s Hardware;

(J) that, when the System includes Hardware, he will do regular checks of its condition and will communicate, as soon as possible, any anomaly to Agroop;

(K) that, when the System includes Hardware, he will do the proper diligences to provide the necessary means and materials to its correct installation;

(L) that, when the System includes Hardware, he will do the proper diligences to prevent abnormal situations that may obstruct or condition its correct performance;

(M) that, when the System includes Hardware, he will do the proper diligences to check if, in its implementation place, exists access to the Internet or mobile network coverage;

(N) communicate to Agroop any changes that may restrict the current Terms and Conditions;

(O) he agrees that every activity that occurs through his account (including, but not only, the selection of any Product, the acceptance of any additional terms or rules, the execution of any payment for any Service or Products purchase, amongst others) will be considered as authorized by the User;

(P) to engage in all the efforts in the active search of new Users and thus converting them to Clients;

(Q) engage in all the efforts to assure a continuous satisfaction of the Users and Clients;

(R) to provider technical support to the Users and Clients as soon as possible, whether it is by physical presence and/or through digital media, such as videos, tutorials, support material and/or remote support.

5. Use of Agroop’s website

On Agroop’s website, you can see the Products up for sale and order, followed by the prices and conditions partially displayed on the website and provided by Agroop’s team when requested.

The Partner accepts that he is responsible for reading the information about the Products and Services before purchasing.

The available languages are listed on the website, including Portuguese, Spanish and English, allowing the User to select the one that suits him best.

Agroop will not file the applicable contractual conditions, so the Partner should make a copy of those.

6. Your account on Agroop

To use our Services, besides having to agree with the current Terms and Conditions, it is required the creation of an Agroop account.

At the time of the registration/creation of an Agroop account, you will be asked to provide some information, like your name, your email, your tax identification number, your phone number, and depending on the chosen method of payment, the data concerning it.

The Agroop account can be created by the Partner itself or he can be given access to it by an account’s administrator, such as a member of the Agroop team.

7. Prices and payment

The prices listed on the website represent the total prices, not including taxes and fees. There applicable prices are the ones from the date of your order, which will be presented to you at the time of the completion of the purchase.

It is your responsibility to assure the accuracy, integrity and actuality of your information during the order. If it becomes necessary to verify your data to the handling of the contract, we reserve the right to demand a compensation for the arising costs.

To be able to purchase the Products, at the time of the completion of the purchase you must select the desired method of payment: credit card, Paypal, Stripe or bank transfer.

Once the method of payment is selected, the Partner will have to insert the requested data, to which apply the corresponding specific Terms and Conditions.

Whenever the payment is done via bank transfer, you must send the corresponding payment proofs, provided by your bank entity, to Agroop’s email (support@agroop.net). By doing so, don’t forget to indicate the identifying number of the pending payment’s documents, to which the bank transfers refer to.

The validation of the payments via bank transfer my take some days, so you should do the payment bearing in mind the conclusion period regarding transfers between different bank entities.

Agroop has the right to stop providing Services if the open payment documents are not liquidated until the deadline specified in them.

Agroop holds the right to cease and eliminate any information stored in its servers 30 days after the Services’ expiration date, supposing the delayed payments are not liquidated. The Company also holds the right to charge data recovery fees after the Services’ expiration date.

The supply and activation of the Services is completed only after the confirmation of the payments of the total price considering the subscribed Services.

The bill will be issued according to the data provided by you, during the licenses’ acquisition or renovation process, in the Software. After the issuing, the final bill cannot be altered, so you should assure the correction of every required data and confirm the expiration date of those.

The bills will be issued via email, in the format of an electronic bill (pdf), to the email listed in the process of licenses’ acquisition.

If you prefer to be sent the bill via traditional mail, make sure to contact our assistance (support.agroop.net).

8. Shipping Conditions

All the Products are shipped through dispatch, though we can perform on-site deliveries, only in the Iberian Peninsula. Besides the listed Products’ prices, there are added shipping costs, for each order with on-site delivery method.

The applicable shipping deadlines to the associated Product may be requested to Agroop’s team. If you order Products with different shipping deadlines, the shipping time to the entire order corresponds to the longest shipping time.

If the Products are delivered with evident transportation damage, the Partner must report those faults, preferably immediately to Agroop’s team.

9. Partial reservation of supply

Bound to the agreement, by the Partner, with the current Terms and Conditions, Agroop offers the Partner a limited, non-exclusive, non-sublicenseable, revocable and non-transferable license to:

(A) commercial use

(B) access the app on your personal equipment, solely for the use of Agroop’s Services;

(C) access and use any content, information and related material that become available through Agroop’s Services. Any not specifically assured rights in the current Terms are reserved to Agroop.

Any rights about the System are owned by Agroop and its licensors.

Any time a Service requires or includes transferable Software, this Software can be automatically update in your device, as soon as a new version or feature is available, so some Services may allow you to adjust de automatic update definitions of your device.

When such happens, Agroop will grant you an international license, untransferable, non-exclusive and royalties free, to use the Software provided by Agroop as part of the Services. This license has a sole purpose: allow you to use and benefit from the Services’ advantages, as allowed by the current Terms and Services.

Neither the current Terms and Conditions nor the use of Agroop’s Services by the Partner grant him any rights:

(A) regarding or related to the Services, except the limited license granted aforesaid;

(B) to use or, in any way, reference to Agroop’s social designations, its representatives or, when applicable, its licensors, its logos, Products and Services’ designations, to brands or distinctive elements of Agroop’s entitlement.

Agroop holds the right to modify the System or any application, Software or Hardware accessible to the Partner to provide its Services, in its whole, at any time e for any reason, including, with no limitations, if any third-party supplier stops providing contents or Services, or in case of the termination of the contract between Agroop and that supplier. If Agroop stops making available the use to the Partner, the Partner’s rights caused by these Terms and Conditions should ease immediately.

10. Warranty

It is applicable the specific legislation to the sale of goods and warranties from default. If the User is a final consumer, he will benefit from the current conditions of the legislation applicable to it.

Information about any applicable additional warranties and their exact conditions can be requested to Agroop or its representatives and/or local suppliers.

Agroop’s customer service is available from Monday to Friday, from 9am to 6pm (WET), or via the phone number available at www.agroop.net.

11. Warranty removal

The warranty doesn’t apply to compliances resulted from:

(A) any Hardware component manufactured by third-parties, included in the Products or sold additionally with the Products, such as, but not only:

- influx of dust and/or water due to bad fitting at the time of the installation or maintenance.

(C) Certification of the Products. It will be provided detailed information about the Products’ certification, and Agroop doesn’t assure that the Products fulfil required requirements and certifications to some countries. It is up to the User to verify if the Products can be imported in the desired country.

(D) External agents, in particular damages caused to the Products, such as, but not limited to animals or weather conditions (lightning, storms, wind, floods, fires…), should be considered force majeure events, not covered by the warranty.

12. Liability exclusion

Agroop declares and assures, explicitly, that:

(A) It stands in legitimate and legal position to commercialize and provide the Products, as well as use the patents and “know how” related to them;

(B) It fulfils every legislation and regulation applicable to the sustained activity and that it has and will have all the authorizations, licenses, and/or approvals that, pursuant to law and regulation are applicable to them and come out as necessary to its activity prosecution.

Agroop doesn’t assure that the online Services work uninterruptedly or that they are free from flaws, viruses, or other harming elements.

Agroop doesn’t make any specific promise about the Products provided by it or the Services provided, specifically, but without limitation, it doesn’t compromise when it comes to the content of the Services, the specific role of the Services, the reliability, availability or the capacity of the Partner’s needs satisfaction, nor it assumes any result that the Partner means to obtain from the Products and/or any consequences due to the performance, unavailability, or malfunction of the Products.

If necessary and for maintenance purposes, we can interrupt the supply of the Service to maintain the servers and network stable, safe and updated.

The Services may present some content that doesn’t belong to Agroop, and so that content is under the full responsibility of the entity providing it.

Agroop holds the right to block the access due to the lack of payment. If that block happens, it becomes impossible to use or transfer any data until the payment is made and validated.

If the Service expires, Agroop can keep all the information by an undetermined period of time (up until 365 days), as courtesy and not an obligation (contractual or of any kind). After that period, all your information can disappear from our servers.

13. Renewal and cancellation of the Services

In the Services that allow so, you can renewal the Service ate any time during the license period.

Agroop holds the right to send you notifications regarding the Service’s expiration date. These notifications will be sent to the email associated to your account.

If you don’t clear your debt until the payment’s expiration date, the Service can be suspended and will be listed as expired. So, any time he logs in, the Partner will be prevented from creating and accessing to the information related to the Service which payment is pending. If he doesn’t renew the Service up until 365 days after the expiration date, all his information might disappear from our servers. The further renewal of the Service may not be guaranteed.

You can cancel Services, by using the email support@agroop.net. The cancelation of the Services doesn’t prevent your obligation to liquidate the payment documents generated up to date.

If you request the cancelation of the Services after the renewal of them, such doesn’t imply any obligation from Agroop to refund you for the period of Service that you didn’t benefit from.

You can request the refund of the liquidated amount for the membership of the Services, in a period of 7 days, if it hasn’t been endowed in the up time.

14. Right of free settlement

The Partner has the right of free settlement of the contract celebrated with Agroop during a

period of 14 days, without the need to indicate any reason.

The deadline to exert the right of free settlement expires 14 days after, counting from the

following day to the day:

(A) When he, or a third party indicated by him, who is not the distributor, gets the physical possession of the goods; or

(B) In the case of a contract where you ordered several good in just one order and those goods are delivered separately, where you, or a third party indicated by you, who is not the distributor, get the physical possession of the last good.

In order to exert your right of free settlement, you must communicate the situation to the contacts mentioned in topic 19.

To respect the deadline of the free settlement, you just need to make sure you communicate it before the end of the settlement deadline.

In case of a contract settlement, you will be refunded the performed payments, except the costs resulting from the shipping and consequent delivery of Hardware, no later than 14 days counting from the date when Agroop is informed of your decision to settle the present contract.

Agroop will perform the refunds using, generally, the same payment method used by the Partner in the initial transaction.

When it comes to payments using money, such as bank transfer or ATM payment, it will be necessary to provide your bank data in order to be refunded.

The refund will remain pending until Agroop has received the refunded goods, or until presented proof of the shipping of the goods, according to what happens first.

You must return the goods and send them to the address indicated by Agroop, without unjustified delay and not after 14 days, counting from the day when you report the free settlement of the contract. The deadline is considered met if you return the goods before the 14-day deadline.

The Partner is only responsible for the depreciation of the goods that occurs from a manipulation that exceeds the necessary to verify the nature, characteristics, and functioning of the goods. If he requested the Services to start during the free settlement period, the Partner will pay a reasonable amount proportional to the Services provided up until the moment he communicated the settlement.

15. Law, Place of Jurisdiction and conflict resolution

To all the questions that are not explicitly set in the current Terms and Conditions, it will be applied the Portuguese Law.

In case of dispute regarding the expiration date, efficiency, interpretation, integration, application or compliance of the current Terms and Conditions, when allowed by the Law, Agroop and the Partner agree that the dispute will be submitted to the Tribunal da Comarca de Sintra exclusive jurisdiction, explicitly renouncing any other.

Without harm to the right to settle the conflict appealing to the court, in the general terms of the law, being a consumer, in case of dispute, has, on demand, the right to use an alternate resolution to the dispute, in particular, via an online conflict resolution platform (RCO), belonging to the European Commission, which you can find here http://ec.europa.eu/consumers/odr/.

You can also check any of the following alternative dispute resolution entitities:

Every judicial and extrajudicial expense due to the Partner’s non-compliance of his pecuniary obligations regarding the contract, as well as the obligations mentioned in the current Terms and Conditions, are the Client’s responsibility.

17. Suspension and cancellation of the account

After knowing of any violation or potential violation of the current Terms and Conditions, Agroop holds the right (but not the obligation) to decide if the Partner meets the constant requirements of these Terms and Conditions and can, at any time and without warning, terminate the Partner access to the System.

Agroop also holds the right to suspend, during a period of time determined by the Company, and cancel, discretionally and whenever it thinks is necessary, in the terms of the law, the account of Partners that violate, or are suspected to violate, any of the obligations present in the current Terms and Conditions and/or the law, such as, the misstatement of the information provided by the Partner.

18. Final dispositions

The conditions applicable to the treatment of the Partner’s personal data that will be collected by Agroop are better described in Agroop’s Privacy Policy, available at https://www.agroop.net.

The Partner can’t give or transfer the current Terms and Conditions, in its whole or partially, without the prior and written consent from Agroop.

The Partner authorizes Agroop to give or transfer the current Terms and Conditions, in its whole or partially, to:

(A) An associate or affiliate;

(B) An acquirer of the capital, of the Company or of Agroop’s actives;

(C) Any heir.

The current Terms and Conditions don’t determine the existence of any vertical relation, whether it is from a partnership, a job or an agency between the Partner, Agroop and any third-party.

If any clause of the current Terms and Conditions is considered illegal, invalid or inapplicable, in its whole or partially, under any law, that clause, or part of it, will be, for that reason, viewed as not part of the current Terms and Conditions, considering that the legality, term and applicability of the remaining clauses will not be affected. In that case, the part of the illegal, invalid or inapplicable disposition must be replaced with a (part of a) disposition that is legal, valid and applicable and has, as far as possible, a similar effect to the disposition or its illegal, invalid or inapplicable part, considering the content and the purpose of the current Terms and Conditions.

The current Terms and Conditions contain the entire agreement between Agroop and the Partner. Agroop holds the right to, at all times, modify, in any way, the current Terms and Conditions.

Agroop can modify these terms or any additional terms that apply to a Service to, for example, meet changes made to the law or to our Services. With that being said, you should read the Terms and Conditions regularly. The warnings regarding the changes done to the current Terms and Conditions will be posted on this page. The warnings concerning the changes done to the additional Terms and Conditions will be posted in the corresponding Services.

The changes will not be of retroactive application and will not come into effect until 14 days after their publication. However, the changes regarding new features of a Services and changes due to legal reasons will immediately come into effect. If you don’t accept the modified Terms and Conditions of a specific Service, you must stop using it.

19. Agroop’s Contacts

If you have any question related to technical support, contact us using the following email support@agroop.net.

If your doubts are related to privacy or you want to ask the Agroop’s Privacy official a question, or if you wish to request access to your personal information, contact us via: